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Theravance Biopharma Announces Closing of Private Placement of $400 Million Non-Recourse Notes

DUBLIN, March 2, 2020 /PRNewswire/ -- Theravance Biopharma, Inc. (NASDAQ: TBPH) ("Theravance Biopharma" and together with its subsidiaries, the "Company"), a

articleTheravance Biopharma, Inc.March 2, 20203/company/theravance-biopharma-inc/news/theravance-biopharma-announces-closing-of-private-placement-of-dollar400-million-non
Theravance Biopharma Announces Closing of Private Placement of $400 Million Non-Recourse Notes

About this update from Theravance Biopharma, Inc.

[{"type":"text","content":"DUBLIN, March 2, 2020 /PRNewswire/ -- Theravance Biopharma, Inc. (NASDAQ: TBPH) (\"Theravance Biopharma\" and together with its subsidiaries, the \"Company\"), a diversified biopharmaceutical company primarily focused on the discovery, development and commercialization of organ-selective medicines, today announced the closing of a private placement of $400 million of non-recourse Triple II 9.5% fixed rate term notes. The notes are secured by a portion of the future payments the Company expects to receive related to royalties due on net sales of Trelegy Ellipta. The Company used a portion of the net proceeds from this transaction to repay in full the remaining outstanding balance of the $250 million Triple PhaRMASM 9.0% fixed rate term notes due 2033 and intends to use the remainder of the net proceeds to support continued execution of its key development programs.\n\n \n \n \n \n \n \n\n \nAbout the Financing\nTriple Royalty Sub II LLC (the \"Issuer\"), a wholly-owned, indirect subsidiary of Theravance Biopharma, issued $400 million in aggregate principal amount of Triple II 9.5% fixed rate term notes due June 5, 2035. The notes are secured by all of the Issuer's right, title and interest in certain membership interests (the \"Issuer Class C Units\") in Theravance Respiratory Company, LLC, a Delaware limited liability company (\"TRC LLC\"). TRC LLC holds the right to receive upward-tiering royalties ranging from 6.5% to 10% on worldwide net sales of Trelegy Ellipta, and the Company holds an 85% economic interest in TRC LLC. The Issuer Class C Units represent 75% of the Company's 85% economic interest, which equates to 63.75% of the economic interests in TRC LLC.\nThe primary source of funds to make payments on the notes will be the Issuer's 63.75% economic interest (evidenced by the Issuer Class C Units) in any future payments made by Glaxo Group Limited (\"GSK\") under the Collaboration Agreement, dated as of November 14, 2002, by and between Innoviva, Inc. and GSK, as amended from time to time (net of the amount of cash, if any, expected to be used in TRC LLC pursuant to the TRC LLC Agreement over the next four fiscal quarters) relating to the Trelegy Ellipta program. The notes are not convertible into Company equity and have no security interest in nor rights under any agreement with GSK.\nThe notes may be redeemed at any tim...

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